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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Banking and Finance

Date & Time
  • event Date

    Tuesday, September 24, 2024

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$347.00
CLE
ALL

This CLE webinar will provide an overview of the Corporate Transparency Act (CTA) and its requirements as they relate to private funds and their sponsors and investment managers. The panel will discuss the CTA's beneficial ownership information (BOI) reporting requirements, what entities are required to report their BOI, entities that are exempt from reporting, information that must be reported, compliance deadlines, and penalties for failing to comply.

Faculty

Elanit Snow
Senior Counsel
Proskauer Rose LLP

Ms. Snow represents financial institutions, hedge funds, private equity funds and multinational corporations on complex over-the-counter derivatives and other synthetic financing transactions and secondary market and distressed debt trading. She represents clients in structuring and negotiating ISDA, MRA, GMRA, MSFTA, clearing, prime brokerage and other related documentation. Ms. Snow advises clients on structuring bespoke transactions to gain synthetic leverage or to hedge exposure to key market risks. She also advises clients on the legal, compliance and regulatory requirements of the Dodd-Frank Act applicable to derivatives transactions. Ms. Snow represents both buyers and sellers on a diverse range of transactions involving syndicated loans, bankruptcy claims and other distressed and illiquid assets.

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Cassandra W. Borchers
Partner
Thompson Hine

Ms. Borchers counsels clients on regulatory and compliance matters including all aspects of federal and state securities law and related issues, such as registration, regulatory reporting, private fund and mutual fund matters. Her practice focuses primarily on securities, finance and venture capital, mergers and acquisitions, corporate representation and governance matters, and all aspects of counseling emerging companies. She assists private and public companies, including mutual funds, in securities offerings, private equity issues, formation, and mergers and acquisitions. She has represented both issuing companies and investors in a large variety of transactions and securities offerings.

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Description

The CTA, which became effective Jan. 1, 2024, requires non-exempt legal entities to disclose BOI to the Financial Crimes Enforcement Network within certain prescribed time periods. Many domestic and foreign entities doing business in the United States need to make federal filings identifying and providing information about their beneficial owners and company applicants or face civil or criminal penalties.

Counsel representing private funds and investment managers must understand that their clients will generally fall within the scope of the CTA's BOI reporting requirements unless one of the enumerated exemptions applies. Determining whether an exemption applies requires a thorough analysis of the facts and circumstances of every entity within the fund's organizational structure to confirm whether or not it is a "reporting company" under the purview of the CTA's reporting requirements.

Listen as our expert panel offers a high level overview of the CTA while highlighting the various complexities, inquiries, and subtleties concerning the practical implications of the CTA on private funds and investment managers.

Outline

  1. CTA overview
    1. Entities subject to the CTA's BOI reporting rule
    2. Purpose of the BOI rule and applicable effective dates
    3. Compliance requirements
    4. Information that must be reported
    5. Penalties for noncompliance
  2. CTA's impact on private funds and investment managers
    1. Relevant exemptions to the BOI reporting requirements for private funds and investment managers
    2. Analyzing facts and circumstances of a private fund's structure to determine if the entity is required to report BOI or if an exemption applies
  3. Steps private funds and investment managers must have in place to ensure compliance with the CTA's BOI reporting rule
  4. Key takeaways

Benefits

The panel will review these and other key considerations:

  • What is the BOI reporting rule under the CTA and what is its purpose?
  • What entities are subject to the BOI rule and what are the compliance requirements?
  • How does the CTA's BOI rule impact private funds and investment managers?
  • What should private funds and their managers do to ensure compliance with the CTA's BOI requirements?
  • What are the penalties for failing to comply with the reporting requirements?